0000103007-15-000016 Sample Contracts

Amendment No. 4 to Amended and Restated Participation Agreement Franklin Templeton Variable Insurance Products Trust Franklin/Templeton Distributors, Inc. VOYA Retirement Insurance and Annuity Company VOYA Insurance and Annuity Company ReliaStar Life...
Participation Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

Franklin Templeton Variable Insurance Products Trust (the “Trust”), Franklin/Templeton Distributors, Inc. (the “Underwriter,” and together with the Trust, “we” or “us”), Voya Retirement Insurance and Annuity Company (formerly ING Life Insurance and Annuity Company), Voya Insurance and Annuity company (formerly ING USA Annuity and Life Insurance Company), ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, and Directed Services, LLC and Voya Financial Partners, LLC (formerly ING Financial Advisers, LLC), your distributors, (collectively, the “Company”, “you” or “your”) on your behalf and on behalf of certain Accounts, (individually a “Party”, collectively, the “Parties”) have previously entered into an Amended and Restated Participation Agreement dated December 30, 2005, and subsequently amended June 5, 2007, November 17, 2011 and August 12, 2013 (the “Agreement”). The Parties now desire to amend the Agreement by this amendment (the “Amendment”). Unless other

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RULE 22C-2 AGREEMENT
Rule 22c-2 Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

This AGREEMENT, dated March 1, 2007, is effective as of the 16th day of October, 2007, between TCW Brokerage Services as principal underwriter for each of the funds listed on the attached Schedule A (collectively, the “Fund”) and ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. (individually an “Intermediary” and collectively the “Intermediaries”).

FIRST AMENDMENT TO SELLING, SERVICES AND FUND PARTICIPATION AGREEMENT
Selling, Services and Fund Participation Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

This First Amendment dated as of November 17, 2014 and effective July 31, 2014, by and between Voya Retirement Insurance and Annuity Company (formerly ING Life Insurance and Annuity Company) (“Voya Retirement”), Voya Institutional Plan Services, LLC (formerly ING Institutional Plan Services, LLC) (“Voya Institutional”), Voya Financial Partners, LLC (formerly ING Financial Advisers, LLC) (“Voya Financial”) (collectively, “Voya”), on its own behalf and on behalf of each separate account that it has established and may establish in the future (each such account hereinafter referred to as a “Separate Account”), and Ivy Funds Distributor, Inc. (“Distributor”), acting as agent for the registered open-end management investment companies whose shares are or may be underwritten by Distributor (each a “Fund” or collectively the “Funds”). Terms defined in the Agreement are used herein as therein defined.

Schedule A (Selling and Services Agreement and Fund Participation Agreement Amendment)
Selling and Services Agreement and Fund Participation Agreement Amendment • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

Pursuant to Schedule A of the Selling and Services Agreement and Fund Participation Agreement dated May 1, 2004 between ING Life Insurance and Annuity Company (“ING Life”), ING Insurance Company of America ("IICA"), ReliaStar Life Insurance Company ("ReliaStar"), ReliaStar Life Insurance Company of New York (ReliaStar of New York") (collectively "Insurer(s)"), ING Financial Advisers, LLC (“ING Financial”) (together with Insurers referred to collectively as “ING”), and TCW Brokerage Services (“Distributor”), Schedule A thereto is hereby amended and replaced effective May 1, 2005 to include the following funds:

RULE 22C-2 AGREEMENT
Rule 22c-2 Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

This AGREEMENT, made and entered into as of this 11th day of March, 2014, between Schwartz Investment Counsel, Inc. (the “Fund”) as principal underwriter for each of the funds listed on the attached Schedule A (the “Funds”) and ING Life Insurance and Annuity Company, ING National Trust, ING USA Annuity and Life Insurance Company, ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York, Security Life of Denver Insurance Company and Systematized Benefits Administrators Inc. (individually an “Intermediary” and collectively the “Intermediaries”)

Contract
Participation Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

Exhibit 24(b)(8.171) SECOND AMENDMENT TO PARTICIPATION AGREEMENT THIS SECOND AMENDMENT effective as of April 1, 2015 (“Amendment”), amends the Participation Agreement, dated January 30, 1998, as amended, (“Agreement”), by and among Aetna Life Insurance and Annuity Company, (now known as “Voya Retirement Insurance and Annuity Company”) ( the “Company”), a life insurance company organized under the laws of Connecticut, Aetna Series Fund, Inc., (now known as “Voya Series Fund, Inc.”), on behalf of each of its series specified on Schedule A (“Fund”), and Aeltus Investment Management, Inc., (now known as “Voya Investments, LLC”) (“Adviser”). WHEREAS, the Company, through various mergers and acquisitions is now known as “Voya Retirement Insurance and Annuity Company”; and WHEREAS, Aetna Series Fund, Inc. is now known as “Voya Series Fund, Inc.”; and WHEREAS, the Adviser through various mergers and acquisitions is now known as “Voya Investments, LLC”; and WHEREAS, the parties desire to clarif

SELLING AND SERVICES AGREEMENT AND FUND PARTICIPATION AGREEMENT
Selling and Services Agreement and Fund Participation Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co • Connecticut

THIS AGREEMENT is made and entered into as of this 11th day of March, 2014 by and between ING Life Insurance and Annuity Company (“ING Life”), ING Institutional Plan Services, LLC (“ING Institutional”), ING Financial Advisers, LLC (“ING Financial”) (collectively, “ING”), and and Schwartz Investment Counsel, Inc. (“Adviser”), serving as investment adviser for the Funds .

FIRST AMENDMENT TO THE SELLING AND SERVICES AGREEMENT AND FUND PARTICIPATION AGREEMENT
Selling and Services Agreement and Fund Participation Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

This First Amendment dated as of November 25, 2014, by and between Voya Retirement Insurance and Annuity Company (formerly ING Life Insurance and Annuity Company) (“Voya Retirement”), Voya Institutional Plan Services, LLC (formerly ING Institutional Plan Services, LLC) (“Voya Institutional”), Voya Financial Partners, LLC (formerly ING Financial Advisers, LLC) (“Voya Financial”) (collectively, “Voya”), and Metropolitan West Asset Management, LLC. (“Advisor”), Metropolitan West Funds (the “Trust”), and Foreside Funds Distributors LLC (formerly BNY Mellon Distributors Inc.) (“Distributor”). Voya Retirement, Voya Institutional, Voya Financial, Advisor, Trust, and Distributor may be referred to herein individually as a “Party” or collectively as the “Parties”. Terms defined in the Agreement are used herein as therein defined.

SELLING AND SERVICES AGREEMENT AND FUND PARTICIPATION AGREEMENT
Selling and Services Agreement and Fund Participation Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co • Connecticut

THIS AGREEMENT, made and entered into as of this 1st day of May, 2004 by and among ING Life Insurance and Annuity Company (“ING Life”), ING Insurance Company of America ("IICA"), ReliaStar Life Insurance Company ("ReliaStar"), ReliaStar Life Insurance Company of New York (ReliaStar of New York") (collectively "Insurer(s)"), ING Financial Advisers, LLC (“ING Financial”) (together with Insurers referred to collectively as “ING”), and TCW Brokerage Services (“Distributor”), acting as agent for the registered open-end management investment companies whose shares are or may be underwritten by Distributor (each a “Fund” or collectively the “Funds”).

FOURTH AMENDMENT TO SERVICE AGREEMENT
Service Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

This Fourth Amendment (“Amendment”) by and between ING Life Insurance and Annuity Company (“ING Life”), ING Institutional Plan Services, LLC (“ING Institutional”), ING Financial Advisers, (“ING Financial”) (ING Life, ING Institutional and ING Financial, collectively, “Provider”) and American Funds Service Company (“AFS”) is effective August 29, 2014.

First Amendment to the Selling and Services Agreement and Participation Agreement
Selling and Services Agreement and Participation Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

This First Amendment dated as of October 2014 by and between Voya Retirement Insurance and Annuity Company (formerly ING Life Insurance and Annuity Company) (“Voya Retirement”), Voya Institutional Plan Services, LLC (formerly ING Institutional Plan Services, LLC) (“Voya Institutional”), Voya Financial Partners, LLC (formerly ING Financial Advisers, LLC) (“Voya Financial”) (collectively, “Voya”),and Quasar Distributors, LLC (“Distributor”), acting as agent for the LKCM Funds, a registered open-end management investment companies whose shares are or may be underwritten by Distributor (each a “Fund” or collectively the “Funds”) the LKCM Funds, (“Funds”), solely with respect to Section 5 and Schedule A (, is made to the Selling and Services Agreement and Participation Agreement dated as of February 7th, 2006 (the “Agreement”) and made by and between the Parties. Terms defined in the Agreement are used herein as therein defined.

Ninth Amendment of PARTICIPATION Agreement
Participation Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

This Ninth Amendment by and among American Funds Distributors, Inc. (the “Distributor”), American Funds Service Company (the “Transfer Agent”), ING Life Insurance and Annuity Company (“ING Life”), ReliaStar Life Insurance Company (“ReliaStar”) and ReliaStar Life Insurance Company of New York (“ReliaStar New York”) (collectively, “ING”), is effective August 29, 2014.

First Amendment to the Selling and Services Agreement and Participation Agreement
Selling and Services Agreement and Participation Agreement • April 13th, 2015 • VARIABLE ANNUITY ACCT C OF VOYA RETIREMENT INSURANCE & ANNUITY Co

This First Amendment dated as of March 30, 2009 by and between ING Life Insurance and Annuity Company (“ING Life”), ReliaStar Life Insurance Company (“ReliaStar”), ReliaStar Life Insurance Company of New York (“ReliaStar of NY”)(collectively “Insurers”), ING Institutional Plan Services, LLP (“ING Institutional”), ING Financial Advisers, LLC (“ING Financial”)(collectively “ING”), and TCW Brokerage Services (“Distributor”), is made to the Selling and Services Agreement and Fund Participation Agreement dated as of May 1, 2004 (the “Agreement”). Terms defined in the Agreement are used herein as therein defined.

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